6-K
Deutsche Bank Aktiengesellschaft (DB)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2022
Commission File Number 1-15242
DEUTSCHE BANK CORPORATION (Translation of Registrant’s Name Into English)
Deutsche Bank Aktiengesellschaft Taunusanlage 12 60325 Frankfurt am Main Germany (Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐ 1
Explanatory Note
This Report on Form 6-K contains the following exhibit relating to Deutsche Bank AG’s 2022 Annual General Meeting of Shareholders, which took place on Thursday, May 19, 2022. This Report on Form 6-K and such exhibit are not intended to be incorporated by reference into registration statements filed by Deutsche Bank AG under the Securities Act of 1933.
Exhibit 99.1: Voting Results for the 2022 Annual General Meeting of Deutsche Bank AG.
Forward-looking statements contain risks
This report contains forward-looking statements. Forward-looking statements are statements that are not historical facts; they include statements about our beliefs and expectations. Any statement in this report that states our intentions, beliefs, expectations or predictions (and the assumptions underlying them) is a forward-looking statement. These statements are based on plans, estimates and projections as they are currently available to the management of Deutsche Bank. Forward-looking statements therefore speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
By their very nature, forward-looking statements involve risks and uncertainties. A number of important factors could therefore cause actual results to differ materially from those contained in any forward-looking statement. Such factors include the conditions in the financial markets in Germany, in Europe, in the United States and elsewhere from which we derive a substantial portion of our trading revenues, potential defaults of borrowers or trading counterparties, the implementation of our strategic initiatives, the reliability of our risk management policies, procedures and methods, and other risks referenced in our filings with the U.S. Securities and Exchange Commission. Such factors are described in detail in our 2021 Annual Report on Form 20-F filed with the SEC, on pages 12 through 53 under the heading “Risk Factors.” Copies of this document are readily available upon request or can be downloaded from www.deutsche-bank.com/ir. 2
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Deutsche Bank Aktiengesellschaft
Date: May 19, 2022
| By: | /s/ Brigitte Bomm _ ________________ |
|---|---|
| Name: | Brigitte Bomm |
| Title: | Managing Director |
| By: | /s/ Mathias Otto _ _____________ |
| --- | --- |
| Name: | Mathias Otto |
| Title: | Managing Director and Senior Counsel |
3
Report
Exhibit 99.1
Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Item 2 | Appropriation of distributable profit for the 2021 financial year - proposal pursuant to convocation corrected for own shares approved | ||
|---|---|---|---|
| 887,540,528 | shares for which valid votes were submitted (= 42.94% of the share capital) | ||
| 884,690,630 | yes votes | 99.68% | |
| 2,849,898 | no votes | 0.32% | |
| Item 3 | Ratification of the acts of management of the members of the Management Board for the 2021 financial year | ||
| Mr. Christian Sewing - acts of management ratified | |||
| 813,175,121 | shares for which valid votes were submitted (= 39.35% of the share capital) | ||
| 781,447,457 | yes votes | 96.10% | |
| 31,727,664 | no votes | 3.90% | |
| Mr. James von Moltke - acts of management ratified | |||
| 813,214,603 | shares for which valid votes were submitted (= 39.35% of the share capital) | ||
| 781,298,762 | yes votes | 96.08% | |
| 31,915,841 | no votes | 3.92% | |
| Mr. Karl von Rohr - acts of management ratified | |||
| 812,742,129 | shares for which valid votes were submitted (= 39.32% of the share capital) | ||
| 780,552,856 | yes votes | 96.04% | |
| 32,189,273 | no votes | 3.96% | |
| Mr. Fabrizio Campelli - acts of management ratified | |||
| 812,544,783 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,632,322 | yes votes | 96.07% | |
| 31,912,461 | no votes | 3.93% | |
| Mr. Frank Kuhnke - acts of management ratified | |||
| 812,134,511 | shares for which valid votes were submitted (= 39.29% of the share capital) | ||
| 779,334,824 | yes votes | 95.96% | |
| 32,799,687 | no votes | 4.04% | |
| Mr. Bernd Leukert - acts of management ratified | |||
| 812,376,820 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,647,905 | yes votes | 96.09% | |
| 31,728,915 | no votes | 3.91% | |
| Mr. Stuart Lewis - acts of management ratified | |||
| 812,347,433 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,352,524 | yes votes | 96.06% | |
| 31,994,909 | no votes | 3.94% | |
| Mr. Alexander von zur Mühlen - acts of management ratified | |||
| 812,444,408 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,592,165 | yes votes | 96.08% | |
| 31,852,243 | no votes | 3.92% |
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Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Ms. Christiana Riley - acts of management ratified | |||
|---|---|---|---|
| 812,501,111 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,517,533 | yes votes | 96.06% | |
| 31,983,578 | no votes | 3.94% | |
| Ms. Rebecca Short - acts of management ratified | |||
| 808,491,432 | shares for which valid votes were submitted (= 39.12% of the share capital) | ||
| 780,932,141 | yes votes | 96.59% | |
| 27,559,291 | no votes | 3.41% | |
| Mr. Stefan Simon - acts of management ratified | |||
| 812,501,525 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,495,117 | yes votes | 96.06% | |
| 32,006,408 | no votes | 3.94% | |
| Item 4 | Ratification of the acts of management of the members of the Supervisory Board for the 2021 financial year | ||
| Dr. Paul Achleitner - acts of management ratified | |||
| 812,384,553 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 768,866,242 | yes votes | 94.64% | |
| 43,518,311 | no votes | 5.36% | |
| Mr. Detlef Polaschek - acts of management ratified | |||
| 812,569,696 | shares for which valid votes were submitted (= 39.32% of the share capital) | ||
| 779,398,981 | yes votes | 95.92% | |
| 33,170,715 | no votes | 4.08% | |
| Mr. Ludwig Blomeyer-Bartenstein - acts of management ratified | |||
| 812,441,285 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 779,781,176 | yes votes | 95.98% | |
| 32,660,109 | no votes | 4.02% | |
| Mr. Frank Bsirske - acts of management ratified | |||
| 812,829,463 | shares for which valid votes were submitted (= 39.33% of the share capital) | ||
| 778,290,736 | yes votes | 95.75% | |
| 34,538,727 | no votes | 4.25% | |
| Ms. Mayree Clark - acts of management ratified | |||
| 812,537,161 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,346,785 | yes votes | 96.04% | |
| 32,190,376 | no votes | 3.96% | |
| Mr. Jan Duscheck - acts of management ratified | |||
| 812,439,672 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,035,232 | yes votes | 96.01% | |
| 32,404,440 | no votes | 3.99% |
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Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Dr. Gerhard Eschelbeck - acts of management ratified | |||
|---|---|---|---|
| 812,483,345 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,497,878 | yes votes | 96.06% | |
| 31,985,467 | no votes | 3.94% | |
| Mr. Sigmar Gabriel - acts of management ratified | |||
| 812,785,336 | shares for which valid votes were submitted (= 39.33% of the share capital) | ||
| 778,165,342 | yes votes | 95.74% | |
| 34,619,994 | no votes | 4.26% | |
| Mr. Timo Heider - acts of management ratified | |||
| 812,272,638 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,148,308 | yes votes | 96.05% | |
| 32,124,330 | no votes | 3.95% | |
| Ms. Martina Klee - acts of management ratified | |||
| 812,345,779 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,162,775 | yes votes | 96.04% | |
| 32,183,004 | no votes | 3.96% | |
| Ms. Henriette Mark - acts of management ratified | |||
| 812,336,947 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,146,609 | yes votes | 96.04% | |
| 32,190,338 | no votes | 3.96% | |
| Ms. Gabriele Platscher - acts of management ratified | |||
| 812,334,069 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,137,845 | yes votes | 96.04% | |
| 32,196,224 | no votes | 3.96% | |
| Mr. Bernd Rose - acts of management ratified | |||
| 812,279,968 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,076,111 | yes votes | 96.04% | |
| 32,203,857 | no votes | 3.96% | |
| Mr. Gerd Alexander Schütz - acts of management ratified | |||
| 811,903,476 | shares for which valid votes were submitted (= 39.28% of the share capital) | ||
| 776,417,566 | yes votes | 95.63% | |
| 35,485,910 | no votes | 4.37% | |
| Mr. John Alexander Thain - acts of management ratified | |||
| 812,333,106 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,113,255 | yes votes | 96.03% | |
| 32,219,851 | no votes | 3.97% | |
| Ms. Michele Trogni - acts of management ratified | |||
| 812,224,451 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 779,919,699 | yes votes | 96.02% | |
| 32,304,752 | no votes | 3.98% |
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Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Dr. Dagmar Valcárcel - acts of management ratified | |||
|---|---|---|---|
| 812,242,397 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,098,965 | yes votes | 96.04% | |
| 32,143,432 | no votes | 3.96% | |
| Mr. Stefan Viertel - acts of management ratified | |||
| 811,893,715 | shares for which valid votes were submitted (= 39.28% of the share capital) | ||
| 794,354,811 | yes votes | 97.84% | |
| 17,538,904 | no votes | 2.16% | |
| Dr. Theodor Weimer - acts of management ratified | |||
| 812,394,840 | shares for which valid votes were submitted (= 39.31% of the share capital) | ||
| 780,349,784 | yes votes | 96.06% | |
| 32,045,056 | no votes | 3.94% | |
| Mr. Frank Werneke - acts of management ratified | |||
| 807,922,190 | shares for which valid votes were submitted (= 39.09% of the share capital) | ||
| 794,604,437 | yes votes | 98.35% | |
| 13,317,753 | no votes | 1.65% | |
| Mr. Norbert Winkeljohann - acts of management ratified | |||
| 812,336,662 | shares for which valid votes were submitted (= 39.30% of the share capital) | ||
| 780,209,872 | yes votes | 96.05% | |
| 32,126,790 | no votes | 3.95% | |
| Mr. Frank Witter - acts of management ratified | |||
| 807,926,574 | shares for which valid votes were submitted (= 39.09% of the share capital) | ||
| 794,788,639 | yes votes | 98.37% | |
| 13,137,935 | no votes | 1.63% | |
| Item 5 | Election of the auditor for the 2022 financial year, interim accounts - proposal pursuant to convocation approved | ||
| 884,917,328 | shares for which valid votes were submitted (= 42.82% of the share capital) | ||
| 877,712,897 | yes votes | 99.19% | |
| 7,204,431 | no votes | 0.81% | |
| Item 6 | Resolution to be taken on the approval of the Compensation Report produced and audited pursuant to § 162 Stock Corporation Act for the 2021 financial year - proposal pursuant to convocation approved | ||
| 769,842,356 | shares for which valid votes were submitted (= 37.25% of the share capital) | ||
| 677,700,524 | yes votes | 88.03% | |
| 92,141,832 | no votes | 11.97% | |
| Item 7 | Authorization to acquire own shares pursuant to § 71 (1) No. 8 Stock Corporation Act as well as for their use with the possible exclusion of pre-emptive rights - proposal pursuant to convocation approved | ||
| 885,176,222 | shares for which valid votes were submitted (= 42.83% of the share capital) | ||
| 865,121,661 | yes votes | 97.73% | |
| 20,054,561 | no votes | 2.27% |
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Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Item 8 | Authorization to use derivatives within the framework of the purchase of own shares pursuant to § 71 (1) No. 8 Stock Corporation Act - proposal pursuant to convocation approved | ||
|---|---|---|---|
| 885,339,202 | shares for which valid votes were submitted (= 42.84% of the share capital) | ||
| 861,830,959 | yes votes | 97.34% | |
| 23,508,243 | no votes | 2.66% | |
| Item 9 | Authorization to issue participatory notes and other Hybrid Debt Securities that fulfill the regulatory requirements to qualify as Additional Tier 1 Capital (AT1 Capital) for banks - proposal pursuant to convocation approved | ||
| 880,526,643 | shares for which valid votes were submitted (= 42.60% of the share capital) | ||
| 840,203,916 | yes votes | 95.42% | |
| 40,322,727 | no votes | 4.58% | |
| Item 10a | Election of Alexander Rijn Wynaendts as member of the Supervisory Board - proposal pursuant to convocation approved | ||
| 881,815,507 | shares for which valid votes were submitted (= 42.67% of the share capital) | ||
| 862,747,743 | yes votes | 97.84% | |
| 19,067,764 | no votes | 2.16% | |
| Item 10b | Election of Yngve Slyngstad as member of the Supervisory Board - proposal pursuant to convocation approved | ||
| 881,849,779 | shares for which valid votes were submitted (= 42.67% of the share capital) | ||
| 860,702,880 | yes votes | 97.60% | |
| 21,146,899 | no votes | 2.40% | |
| Item 11a | Amendments to the Articles of Association on enabling the appointment of a second Deputy Chairperson of the Supervisory Board - proposal pursuant to convocation approved | ||
| 887,028,974 | shares for which valid votes were submitted (= 42.92% of the share capital) | ||
| 881,122,682 | yes votes | 99.33% | |
| 5,906,292 | no votes | 0.67% | |
| Item 11b | Consequential amendments to the Articles of Association on enabling the appointment of a second Deputy Chairperson of the Supervisory Board - proposal pursuant to convocation approved | ||
| 886,974,051 | shares for which valid votes were submitted (= 42.92% of the share capital) | ||
| 881,484,432 | yes votes | 99.38% | |
| 5,489,619 | no votes | 0.62% | |
| Item 11c | Amendments to the Articles of Association on Supervisory Board compensation (including the cancellation of the mandatory deductible for financial liability insurance) - proposal pursuant to convocation approved | ||
| 886,783,876 | shares for which valid votes were submitted (= 42.91% of the share capital) | ||
| 879,158,310 | yes votes | 99.14% | |
| 7,625,566 | no votes | 0.86% |
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Deutsche Bank
Deutsche Bank Aktiengesellschaft - General Meeting 2022
Voting results
| Item 11d | Amendment to the Articles of Association on enhancing the flexibility for the chairing of the General Meeting - proposal pursuant to convocation approved | ||
|---|---|---|---|
| 886,858,750 | shares for which valid votes were submitted (= 42.91% of the share capital) | ||
| 882,863,870 | yes votes | 99.55% | |
| 3,994,880 | no votes | 0.45% | |
| Item 11e | Amendment to the Articles of Association on enabling the formation of a global advisory board - proposal pursuant to convocation approved | ||
| 886,987,702 | shares for which valid votes were submitted (= 42.92% of the share capital) | ||
| 881,972,215 | yes votes | 99.43% | |
| 5,015,487 | no votes | 0.57% | |
| Item 12 | Amendment to the Articles of Association to align the provision in § 23 (1) on the appropriation of distributable profit to the regulatory requirements - proposal pursuant to convocation approved | ||
| 886,746,194 | shares for which valid votes were submitted (= 42.90% of the share capital) | ||
| 883,478,893 | yes votes | 99.63% | |
| 3,267,301 | no votes | 0.37% | |
| Item 13 | Withdrawal of confidence in the Chairman of the Management Board Mr. Christian Sewing - rejected | ||
| 879,037,147 | shares for which valid votes were submitted (= 42.53% of the share capital) | ||
| 32,200,120 | yes votes | 3.66% | |
| 846,837,027 | no votes | 96.34% |
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